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Common Unit Repurchase Plans and Retirement
12 Months Ended
Sep. 30, 2022
Equity [Abstract]  
Common Unit Repurchase Plans and Retirement

5) Common Unit Repurchase Plans and Retirement

In July 2012, the Board adopted a plan to repurchase certain of the Company’s Common Units (the “Repurchase Plan”). Through August 2022, the Company had repurchased approximately 19.9 million Common Units under the Repurchase Plan. In August 2022, the Board authorized an increase of the number of Common Units that remained available for the Company to repurchase from 0.4 million to a total of 1.7 million, of which, 1.4 million were available for repurchase in open market transactions and 0.3 million were available for repurchase in privately-negotiated transactions. There is no guarantee of the number of units that will be purchased under the Repurchase Plan and the Company may

discontinue purchases at any time. The Repurchase Plan does not have a time limit. The Board may also approve additional purchases of units from time to time in private transactions. The Company’s repurchase activities take into account SEC safe harbor rules and guidance for issuer repurchases. All of the Common Units purchased under the Repurchase Plan will be retired.

Under the Credit Agreement dated July 6, 2022, in order to repurchase Common Units we must maintain Availability (as defined in the amended and restated credit agreement) of $60 million, 15% of the facility size of $400 million (assuming no borrowings under the seasonal advance) on a historical pro forma and forward-looking basis, and a fixed charge coverage ratio of not less than 1.15 measured as of the date of repurchase or distribution. (See Note 13—Long-Term Debt and Bank Facility Borrowings). The following table shows repurchases under the Repurchase Plan.

 

(in thousands, except per unit amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

Period

 

Total Number
of Units
Purchased

 

 

Average Price
Paid per Unit
(a)

 

 

Total Number
of Units
Purchased as
Part of
Publicly
Announced
Plans or
Programs

 

 

Maximum Number
of Units that May
Yet Be Purchased

 

 

Fiscal year 2012 to 2021 total

 

 

21,979

 

 

$

8.60

 

 

 

17,504

 

 

 

2,848

 

 

First quarter fiscal year 2022 total

 

 

1,104

 

 

$

10.65

 

 

 

691

 

 

 

2,157

 

(b)

Second quarter fiscal year 2022 total

 

 

992

 

 

$

10.50

 

 

 

992

 

 

 

1,165

 

 

Third quarter fiscal year 2022 total

 

 

487

 

 

$

10.52

 

 

 

487

 

 

 

678

 

 

July 2022

 

 

126

 

 

$

9.73

 

 

 

126

 

 

 

552

 

 

August 2022

 

 

116

 

 

$

9.78

 

 

 

116

 

 

 

1,686

 

(c)

September 2022

 

 

129

 

 

$

8.89

 

 

 

129

 

 

 

1,557

 

 

Fourth quarter fiscal year 2022 total

 

 

371

 

 

$

9.46

 

 

 

371

 

 

 

1,557

 

 

Fiscal year 2022 total

 

 

2,954

 

 

$

10.43

 

 

 

2,541

 

 

 

1,557

 

 

October 2022

 

 

154

 

 

$

8.45

 

 

 

154

 

 

 

1,403

 

 

November 2022

 

 

167

 

 

$

8.71

 

 

 

167

 

 

 

1,236

 

(d)

 

(a)
Amounts include repurchase costs.
(b)
On December 30, 2021, the Company purchased 0.4 million Common Units in a private transaction for aggregate consideration of approximately $4.4 million. The approved purchase was made outside of the Company’s unit repurchase plan.
(c)
In August 2022, the Board authorized an increase in the number of Common Units available for repurchase in open market transactions from 0.2 million to 1.4 million.
(d)
Of the total available for repurchase, approximately 1.0 million are available for repurchase in open market transactions and 0.3 million are available for repurchase in privately-negotiated transactions.